This is a recording of the Cargotec Corporation conference call, held on Monday the 17th of September 2012 at 9:30 A.M. U.K. time. Today's chairperson is Paula Liimatta. To fast-forward the recording, please press 3. To rewind, please press 1. To pause, please press 2.
Good morning, ladies and gentlemen. Welcome to listen to our conference call about marine business listing in Asia and the change in governance model. As said, I'm Casimir Lindholm. I'm the President and CEO of Cargotec. I'll give a short introduction to the topic. After that, we will have some time for questions. I also have our CFO, Mikko Puolakka here with me to answer your questions. As you have read from our release today, Cargotec's board of directors has concluded that the separate listing of marine business area provides an opportunity to accelerate the growth and value creation of the business. The board has decided to proceed with the preparations for a separate listing of marine in Asia, latest by the second half of 2013. This, of course, subject to market conditions.
We have decided to develop the company's governance model towards an organization driven by three business areas: marine, terminal, and load handling. The change in governance model will enable faster decision-making, improve efficiency that can ensure better focus in improving profitability within terminal and load handling. As part of the change, we are planning to integrate service business area and the region EMEA. EMEA being Europe, Middle East, and Africa. Operationally into marine, terminal, and load handling. The role of corporate functions is also planned to be restructured to enable more independent businesses. As a result of the change, we are planning to adjust our operations accordingly and have started to plan restructuring measures. We are at the very early stage with the plans and therefore we will communicate more information about the measures during the coming weeks. The new governance model will not change our external financial reporting.
The three business areas, marine, terminal, and load handling comprise the re-reporting segments. This was my very short introduction, and I hand over to the operator now and then we are happy to answer your possible questions. Thank you. Please, operator.
Thank you. As a reminder, if you wish to ask a question, please press star one on your telephone and wait for your name to be announced. If you wish to cancel your request, please press the hash key. Your first question comes from Antti Sutelin. Please go ahead, sir.
Thank you. You know, I'm just curious to understand your thinking. I've got here in front of me Cargotec's annual report for 2011. There in the cover sheet you use the slogan "One is more." You seem to have changed your approach quite noticeably just over the past 6 months or so. Could you outline what is it behind your changed thinking, please?
Thank you, Antti. Actually it's not a change, it's more an evolution. You have to remember the reason why we put together and saying that One is more, is that we had to have common processes. We have to one way of developing processes. We have to do the one program. We had many things that were more efficient to be developed as one company. The plan was all the time that one day this will be pushed into the three businesses. Why is it happening now? It's because that the board has decided to go ahead with the marine listing. It's a natural point to have a look at the split of these functions.
Yes, it might from your point of view look as confusing, but for us it's a just a normal evolution. It might have happened later if the marine listing would have been later, but that's how we have decided to do it now.
Okay. May I continue with another question?
Yes.
Thank you. What is the plan? Do you you're intending to sell then part of the shares in marine to the market? Or what is the plan to carry out the IPO?
Yes. Yes, of course. That's the plan that we list it on an Asian stock exchange. We remain the majority owner, but part of the shares will be sold. Yes.
Okay. Thank you.
Your next question comes from Johan Eliason. Please go ahead with your question.
Yeah. Hi, this is Johan Eliason, Kepler Cheuvreux. Just coming back to this question again about splitting the company into 2, 3. I recall that you initiated this program, the one program back in 2007 when you launched your new financial target, 10% margin, et cetera. One of the reasons was obviously to get synergies out of merging these until then 3 very independent companies. Should we believe that this now implies you need to revise your financial targets again?
No. No. No, that doesn't mean it. We have now got out or built, as I said, processes, ways of working centrally. Now we can push it out to the businesses. We believe that that's a faster way of achieving the financial targets. Now at this stage.
Oh.
Yeah.
Yeah. Okay and and yeah , just out of curiosity, the listing in Asia, why is that? Is it just because you have your manufacturing and direct customers over there? Are there any specific reasons behind that?
More than 70% of the marine business is in Asia.
Mm.
That's one of the reason. The second is that on Asian stock market, you have, well, in many of those places you have quite a number of marine businesses. There are investors who understand the business.
Okay. Thank you very much, and good luck.
Thank you.
Your next question comes from Keith Wallace. Please go ahead.
Good afternoon from Hong Kong. I was wondering, given your previous evaluation of listing in Singapore, would not the fact that you're now mentioning Asia, mentioning that you're now spreading your investigation as a possible listing to either the Hong Kong Board or Shanghai Board or elsewhere? The second question is, what are your long-term plans for Asia given As you pointed out that 70% of your business comes from Asia? Are you looking at moving a proportion of the company from Europe to Asia? Thanks very much.
Yeah. First of all, yes, of course, that's why we are mentioning Asia, that we want to have a look at all the possible stock exchanges in Asia. Second thing is that, as we said during the last, quarterly report, already 15% of our business comes from China. If you add to that the other Asian countries, you can see that it's a fairly substantial part of our business. The biggest growth for all our three businesses is in Asia. Yes, we have to focus more on that.
Thanks very much. As a subsidiary question, have you appointed book runners or underwriters or any sort of financial people to have a look at? If you have, can you name them?
No. We have 2 big international companies. We are not going to name them at this stage. We have appointed 2 investment banks, international investment banks to help us here.
Thanks very much.
Once again, that's * 1 to register a question and the hashtag pound key to cancel. Your next question comes from Elina Riutta. Please ask a question.
Hello, this is Elina Riutta from EVLI Bank. You mentioned here that your plans are subject to market conditions, and I was wondering what are you seeing in the marine markets currently, and what do you expect to see, how the market is developing in order for this to materialize?
We have not seen a very big change compared to the earlier quarters on the marine order intake. The decision to proceed with the preparation for a listing is not related to the market timing, that is more strategic reasons. As we say in our release, the timing decision will eventually be subject to market conditions.
Okay.
Now we have said that we go ahead with the preparatory work.
Okay.
We will.
Good. Thank you.
Thanks.
We appear to have no further question at this time, so I hand the conference back to you. I'm sorry, there came one question through. The next question comes from Tommi Railo. Please go ahead.
Hi, good morning. Couple of questions. Can you give any indications on the sort of corporate functions division to the different businesses? Secondly, perhaps on the debt also. Is marine, for example, going to carry any debt or not?
Okay, the first question is that we are very early at, in the preparatory work, so I cannot give you any more information about the moving parts of the central functions into the businesses. The second question, invite you.
Yeah. When it comes to the balance sheet or the overall financials of the marine entity, again, it's too early to comment on that. We now start the work on the financials, and we will obviously be informing the markets in due course.
Thank you.
We appear to have no further question at. I'm sorry, we have a follow-up question from Keith Wallace. Please go ahead, sir.
Hello. You mentioned in the March statement that strong presence in Singapore as justification for the listing would give you more opportunities in offshore. I was wondering whether or not that comment with the sort of more opportunities in offshore marked a strategic shift or a move away from your sort of pure business, your traditional business of traditional sort of bulk shipping type of equipment. Whether or not you actually have any targets in terms of how much business you expected to get from offshore as a percentage of the total business from shipping or shipbuilding.
Yes, you're totally right. Of course we have said earlier that offshore is a very interesting area of development for us. We have a fairly high market share in marine in the traditional market, so we have to find a new growth path there. We have identified offshore which is very interesting today in both China, Vietnam, Singapore, and so on. It's an interesting area. That's one of those that we are looking into, yes.
Do you have a.
Sorry, yeah.
Yeah. When it comes to your question on the do we have a target.
Yes, sorry.
for the share of offshore sales, no, we have nothing publicly. Currently offshore represents about 15% of our marine business sales.
Right.
The next question comes from Tom Skogman. Please go ahead with your question.
Thank you. This is Tom Skogman from Handelsbanken. You currently have a foreign ownership, which is unusually low for a Nordic engineering type of company. Splitting up the company in two, that means that you will have market cap by also two companies that are quite small. Are you not afraid of this, that the liquidity of the total disappear in the share? Why don't you list the entire Cargotec as you are listing in Asia instead?
First of all, yes, you are totally right. But we see this as an opportunity to lift up the businesses, to show them a bit in a different way. That I think would actually help in finding international investors. Second thing is that Our studies show that we feel that this is the best way to go ahead, is to list marine separately.
Okay. Thank you.
Thanks.
The next question comes from Mark Christian Please go ahead with your question.
Yes, Mark Christian from Fondita hear. One question, is it too early to talk about restructuring, of course, that this will occur in terms of the changes in the governments governance? Do you have any answers on that?
No, not at this stage. Of course, we are just starting the negotiations and to see that where are areas where we need to reduce, where are areas where we need to move it into businesses. It's too early. I have no.
Okay. Further on this, governance change.
Sure.
Does that mean that it's potentially gonna be a split up of the whole company as you are preparing for running this in separate entities?
There is no decision to do that. It's more to have a more focus on the profitability of load handling and terminal. That's the main reason for it.
Okay, thank you.
We have a follow-up question from Keith Wallace. Please go ahead, sir.
Hello. I was wondering if you had a sort of ballpark figure as to how much you expected to raise from a possible listing? Thank you.
No. Currently, we don't even have a definite view on this, sort of how much shares we would be selling. Hence the question of the proceeds is obviously related to that. That will also continue as part of the work and obviously also be the part of the discussions on the liquidity and the overall market timing. The whole pack needs to be further analyzed, yes.
The next question comes from Johan Eliason. Please go ahead with your question.
Hi again. Just a question. What you plan to do with the potential cash you will be raising from the separate listing of marine? You talk about the investment in growth. Is that for a specific division or is it for a specific geographic sort of expansion plans you have? Would it also somehow entail an extra dividend for the shareholders potentially? Thanks.
The plan is to use it for the growth, for the growth of all the three businesses, as a matter of fact. Then in which order, in which geographical area, it maybe depends on where the opportunities arise and but something that we have mentioned here already was offshore. We think that both load handling and terminals have a number of interesting opportunities.
Passing on the money to the shareholders directly is not at all in the questions, I'd say.
I mean, it's not in the plan at the moment. No, the main use of the money is to develop the businesses.
Okay, great. Thank you.
Once again, that's * one to register a question and the hash pound key to cancel. Your next question comes from Tom Skogman. Please go ahead with your question.
Yes, I have a follow-up question. I realize it's really, really early days, but can you somehow indicate how big part of the equity will be in load handling and in terminals? We can just have a, you know, calculate what the balance sheet could look like, you know, with doing our own assumptions.
I think what you can look at is, in the notes of our annual report, there's some information on capital employed by our three segments, marine terminals and load handling. What comes to sort of equity or debt, there's nothing I can give you as of today.
You are confident that this will release your financial muscles because I assume the marine business, the customers there will, you know, they demand that you will have all the prepayments on the balance sheet. That means that you will have a massive debt on the other two business. What would the gearing be during these assumptions? Would this at all, you know, give you money to invest in the terminals and load handling business? Are you confident about this based on the calculations you have done so far?
I think obviously in our plans, we only have one focus that is improving the profitability and also the cash flow in terminals and load handling. That's the situation. It's planned to be a bit different, but it has been a couple of years passed when we have been more dependent on the marine cash flow.
Okay, thank you.
We appear to have no further questions at this time. I hand the conference back to you.
Thank you. Thank you, everybody. I think we end the conference here. Thanks.
Thank you.
That does conclude our conference for today. Thank Thank you for participating. You may all disconnect your lines.